Wreck-Creation for Fun and Profit
by Nate Grey
Summary: Madoka allows the birth of a Kriemhild Gretchen to counter an Incubator plot to create mega-witches. But "Kriem-chan", born of Madoka's despair, her body altered by magic, and now with a taste for divinity, is not so easily handled or satisfied.
1. History's Greatest

Notes: This starts off about halfway through Homura's roughly 100 timeline resets. Not necessarily the exact same Homura, however.

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><p><strong>Wreck-Creation for Fun and Profit<strong>

**A Puella Magi Madoka Magica Fanfic by**

**Nate Grey (xman0123-at-aol-dot-com)**

**Chapter 1: History's Greatest**

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><p><em>Timeline 51<em>

Ignoring the agony coursing through her body, the haunting laughter of the witch's dancing familiars, and all other distractions, Kaname Madoka let her third arrow fly. It soared through the air, seemingly brushing aside any and all obstacles, and struck true, hitting the back of the throat in the laughing face of Walpurgisnacht.

The witch howled in pain, but only briefly. Her rotation increased rapidly as she closed in on Madoka, her familiars branching out to surround the weakening magical girl. With her next attack, it would all be over for them both.

It never got that far: Madoka's fourth and final arrow tore through the witch's massive gear, splitting it, and her, neatly in two. Her dying scream was quickly swallowed up by a colossal explosion that sent Madoka flying wildly through the air. Her focus shifted from surviving the witch to surviving the fall.

That was her final mistake.

The hand came out of nowhere, seizing Madoka's neck in an unbreakable grip, and clearly intending to usher her into death's embrace along with it. As she struggled in vain against the strangling hand, Madoka became aware of something brushing against her left ear, and recoiled when she found it was what remained of Walpurgisnacht's grinning mouth.

"My Madoka," the mouth practically purred.

Madoka's blood ran cold. She knew that voice, and it was drastically different from the one the witch had been laughing in the whole time. But she did not dare give voice to her fears until the mouth began shriek its new mantra in an increasingly high whine.

"MY MADOKA! MY MADOKA! MY MADOKA!"

"Kaa-san?" Madoka gasped in horror. "I-It can't be!"

As if responding to her daughter's need to escape such a horrid realization, Walpurgisnacht used the last of her strength to break Madoka's neck. "My Madoka," she cooed as the magic finally fled them both, allowing them to fall into darkness together.

* * *

><p><em>Timeline 52<em>

"I-I'm so sorry, kaa-san!" Madoka wailed as she fell through the air towards her greatest foe. Knowing there was no other way, she fired her arrow. "Forgive me!"

The arrow sailed true, and Madoka could not bear to look as it slammed into the top of the great gear and kept going, tearing through Walpurgisnacht from rotating top to laughing bottom.

Seemingly an instant later, Madoka was watching the death of the witch from a far safer distance. She turned to her companion, who was staring solemnly at the explosion. "Thanks for all your help, Homura-chan," Madoka murmured, her voice breaking.

Akemi Homura immediately swept her friend into a big hug. "It's going to be okay, Madoka," she told the whimpering girl. "I'll protect you, no matter what."

Madoka cringed as she felt something begin to change, deep inside of her. "G-Get away, Homura-chan!" she gasped, thinking only of her friend's safety.

"No! Not again!" Homura cried, clinging to her even tighter. "I won't let this happen to you again! Fight it, Madoka! You can do it! You just beat Walpurgisnacht! You can beat this, too!"

"No, Homura-chan," Madoka whispered. "It's because I beat her that I can't beat this. You know she was my-"

"Don't _say_ it!" Homura begged, starting to sob as she noticed the black puddle forming around Madoka's feet. "You're making it worse! Just stop! Don't talk, don't think, just stop!"

"Yes," said a soft, sympathetic voice above them. "Stop, Homura-chan."

Homura screamed as an invisible force shoved her away from Madoka. "NOOO!" she yelled in horror as Madoka fell to her knees in the middle of the dark puddle, which continued to expand at a rapid rate. "Madoka, PLEASE!"

"You don't need to live through this again, Homura-chan," the same voice said.

Homura vanished in a flash of light, betrayed by her own magical power as she was sent tumbling into the next timeline.

Sighing, the intruder turned to Madoka, who was slowly but surely being corrupted. She was impressed: any other magical girl would have already been consumed, but this one was putting up a real fight. It made the intruder proud. "I knew you were the right one."

Madoka slowly raised her head, unable to hide her shock as another Madoka, dressed in a flowing, white dress, appeared before her. "How?" she gasped.

"No time," the new Madoka said. "And for what it's worth? I'm sorry." And with that, she floated back a few feet.

The corrupted Madoka knew at once what her pure twin was apologizing for. She wasn't going to lift a finger to help. But any surprise or disbelief she might have felt was lost as the true transformation began.

The uncorrupted Madoka merely watched calmly as history's new greatest witch was crowned. She was standing far too close, and had she been anyone else, she would have been consumed even before the transformation was completed. But this wasn't her first witch. It wasn't even her first Kriemhild Gretchen. Yet it was one of the more powerful ones, so she didn't stay in that spot for much longer. Instead, she flew up the length of the mountain-sized witch's new body, and grasped the extended, ever-searching hands.

"It's time to go, Kriem-chan," Madoka said warmly, and then, with a mere flex of her power, they were gone.

* * *

><p>The newly-dubbed "Kriem-chan" was in a foul mood, and rightly so. She still had all of her enormous power, and could use it at any time, but there were some problems.<p>

The tiny planet she was currently standing on had nothing for her to absorb. On top of that, the Madoka that had brought her there seemed either immune to her power, or simply so much stronger than her that there was no detectable damage done. Worst of all, Kriem had been given a new body. It looked a great deal like her human form, except that it was dressed in a sensibly cute black dress, with matching hair ribbons. Kriem hated it. And her new name. But it was clear that Madoka was in the position of power, for the moment.

"You're probably wondering why I brought you here," Madoka said.

For some reason, Kriem felt compelled to speak, although she was quite sure that it wasn't in her nature, or wouldn't have been in her witch body, at least. "Change me back."

Madoka frowned. "But why? You're so much cuter this way. We could be twins!"

"That's exactly why, idiot. I don't want a twin. Change me back."

"Is that how you ask a favor from a friend?"

"I wasn't asking, you owe me, and we are _not_ friends!"

Madoka smirked triumphantly. "I owe you for letting you transform? So then you didn't want to be in that witch body, after all?"

"I... that was then! Give me back my body!"

"No," Madoka responded at once.

"Why not?!"

"I like you better this way."

"I HATE YOU!" Kriem shouted in frustration, barely resisting the urge to tear at her hair.

"Well, that's too bad. Because I love you, Kriem-chan."

Kriem was stunned by the simple, genuine honesty in that statement. "Why?"

"Because you're me. I've been where you've been. And like I said before, I am sorry that I let this happen to you. But aren't you curious as to why I did?"

"No," she lied.

Madoka frowned at her. "Okay, from now on, every time you lie to me, you get a hug."

"I... what?" Kriem asked in growing horror.

"I think you heard me. Now, let's try again: aren't you curious as to why I let you become a witch?"

Kriem hesitated. Madoka looked like she meant business, and a hug from her could prove deadly if she did. It just wasn't smart to fool around with cuteness at such a high level. "Yes?" she finally hazarded.

Madoka smiled approvingly, but it soon faded. "I need your power. There's a threat that impacts us both... has impacted us both. And I don't think it will end unless we work together."

"Why should I help you?" Kriem demanded. "You've been nothing but a pain so far!"

"Because this threat is why you had to kill your own mother. And why I had to let it happen."

Kriem fell silent at once, unable to suppress the chill that ran through her body.

Madoka leaned forward, gently brushing her knuckles against Kriem's cheek. "I'm sorry I had to bring that up. But you need to know that Walpurgisnacht wasn't always your mother. The Incubators made her that way, and we need to stop them."

"Why would you want to help me?"

"Partially because she's my mother, too. But mostly because it's my fault."

* * *

><p>When Madoka had just been her son's imaginary friend, or some obscure mascot she couldn't quite place, Kaname Junko had been fine with it.<p>

Then the whispers started.

"Wasn't Madoka your daughter's name?"

"How did you ever become so careless as to lose her?"

"Where has she gone?"

"How could you get her back?"

"Maybe, if you just had a little more power...?"

The thing was, the whispers didn't come from people. They came from little animals that only Junko could see, and the only way to make the animals shut up was to drink, heavily. Which Junko was already pretty good at, anyway. Though, in that state, it became easier to remember the hurtful whispers, but then it wasn't a state built for logical reasoning.

And one day, Junko realized that her drinking had driven away her husband, her son, her job, and everything else that had mattered to her. And still, Madoka didn't come back to her. But the little animals did. And this time, they had a plan to get Madoka back. All Junko had to do was make a wish, and be willing to see it through. But they warned her to think it over carefully. And she did.

Madoka wasn't just gone, she was hidden. Whether she was hiding, or someone had hidden her, Junko didn't know. But it would never be a problem.

"I wish for the power to always be able to find my Madoka."

The animals all agreed that was a very good wish, and to make things easier, they even brought some volunteers with them. Many of the volunteers were rather creepy or strangely-shaped, and some did not appear to be human at all. But when Junko told them her wish, they agreed to help at once and joined the search party. In fact, volunteers just seemed to flock to Junko's cause. She had no idea that there were so many... things that loved Madoka.

Occasionally, there were Bad Girls who tried to keep her from Madoka. Sometimes, they even held Madoka hostage right in front of her. But Junko and her volunteers would not be stopped, because they had to get Madoka back. And sometimes they did. Then they would throw a party, and start looking again the next day. If asked why, Junko could only say that she wasn't done searching. And Madoka did keep popping up, no matter how many times they got her back, and so long as that was true, Junko couldn't stop.

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><p>"None of this makes any sense," Kriem said, shaking her head. "My mother is too old to be a magical girl, isn't she? How could she even become a witch?"<p>

"The Incubators found a way around that," Madoka replied grimly. "They're now of the opinion that adult women are better targets, because on average, they've lived long enough to experience at least one great tragedy. The Incubators draw out a woman's deepest pain and most desperate desire, and use it against her to create the foundation of an ultimate, fused witch: what they now call a mega-witch. This improved version of Walpurgisnacht was just the first."

"And you think we can stop them, why?"

"Do you really have to ask, Kriem-chan? There is only one person, magical girl or witch, that has ever managed to defeat or surpass Walpurgisnacht. And they're both right here. Each of us could easily defeat Walpurgisnacht on our own, as we are. But our true enemy this time is the Incubators themselves, and they made us what we are. There's no telling what else they're capable of."

"I still don't see why you need me, though."

Madoka sighed. "The very first time that a Kriemhild Gretchen was born, she more than filled their energy quota. The excess energy was siphoned off, condensed into a super-concentrated form, and preserved. They used that power to create the core of Walpurgisnacht, and it gives her the innate ability to hunt down any and every Madoka. We're destined to fight each other, and I'm willing to bear that burden. But as great as my power is, witches are the only foes I can defeat without fail."

"So you want me to take out the Incubators, while you handle any mega-witches they throw at us," Kriem guessed.

Madoka nodded. "There's more. They still have some of that super-concentrated energy. They're using it to make more mega-witches, and they've found a way to do it outside of my area of influence. The thing is, anywhere girls exist should definitely be under my influence. So either my power has built-in limits that I don't know about, or they found a loophole in my wish to exploit. Neither possibility is good for us. But I know how to stop that. I need someone who can see into the darkness that I can't, who can dwell in the shadows and strike foes that I don't know about."

"Look, I'm glad you think so highly of me, but I'm not you. I can't be everywhere."

"I thought of that, too." Madoka reached out and took Kriem's hand. "I'll give you a little of my power. It's not permanent, but it should make what I have in mind more than possible. I'm trusting you, Kriem-chan. They weren't ready for a magical girl like me, and they definitely weren't ready for a witch like you. Together, there's no stopping us."

Kriem shivered as she felt the soft, warm pressure of Madoka's lips against her hand. She had expected to feel disgust, but instead, she only felt a rush of power, unlike anything that she was used to. It was... nice, she decided. Though in a way that didn't make her want to puke.

"We should hurry," Madoka said. "The longer we wait, the more damage the Incubators can do."

"I haven't agreed to help you," Kriem pointed out.

Madoka smiled. "True. But you're going to. For our mother. For the sake of revenge. Just because you like to wreck things. And you may never get another chance to show the Incubators that we won't be controlled or manipulated by them any longer."

"Well, it would be a waste not to see what this new power can do..."

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><p>Continued in Chapter 2: <strong>Familiars and Friends<strong>

As the attack begins, Madoka is confronted by Kyubey, while Kriem decides that destruction is best when shared with friends.

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><p><strong>Endnotes<strong>:

I may be the only one who feels this way, but I have always considered Junko to be... well, not a _good_ mother. I'm sure she had to be at some point, but between the drinking and giving Madoka horrible advice, I have to wonder. Which is no reason to turn her into Walpurgisnacht, of course. Unfortunately, giving birth to one of the most powerful magical people ever is. And really, Incubators did it, so blame them.

If it isn't obvious, the main reason I gave Kriem a human-ish body is to make her more humane. Though maybe not exactly in the way you're thinking. Witches are not big on talking, at least, not in languages I'm fluent in (apparently Homura is partial to German?). Also, I just could not justify Kriem being stuck a hundred feet in the air with her arms raised all the time. So, human body. Trust me, it's more important later on. If you're having trouble picturing what she looks like, you have two options: either imagine Madoka in a black dress, or do a Google image search for "Kriemhild Gretchen" and click on the first result that looks human, though there should be several.

It is, of course, not realistic to expect Madoka to condone widespread slaughter. But when you consider that these are Incubators condoning far more widespread slaughter by comparison, not quite as bad.

I am admittedly fuzzy on exactly _how_ Incubators can evade Madoka's power. But then, virtually all of Rebellion sounds like a giant fuzzball with occasional moments of clarity to me. What matters is, it apparently is possible to trick Madoka. I have a theory on it that I may work into the story later, we'll see.


	2. Familiars and Friends

Notes: This chapter includes a portrayal of Incubators that is... different from what has been suggested in a later Puella Magi series. But I'll discuss that in the endnotes.

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><p><strong>Wreck-Creation for Fun and Profit<strong>

**A Puella Magi Madoka Magica Fanfic by**

**Nate Grey (xman012-at-aol-dot-com)**

**Chapter 2: Familiars and Friends**

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><p>The Incubators had been in business long enough to know that wish-granting could occasionally prove unpredictable. Some girls were either especially intelligent, or especially thoughtless, and not being prepared for the ramifications of their wishes would be most unwise.<p>

Madoka had certainly reminded them of that.

So while her wish to destroy all witches before they could be born had rewritten the universe, and effectively erased the memories of many Incubators... she hadn't gotten them all.

The Incubators made it a point to keep some of their number well away from any magical girl's possible sphere of influence. It wasn't easy, but it was practical, and it had served them well this time. After all, if the Incubators had been thoughtless enough to have their entire population within range, Madoka's wish would have destroyed their civilization as they knew it.

Much study had gone into the events that had brought about that particular mess, and the knowledge it provided had been worth the effort. Of particular interest had been Sakura Kyoko's practice of allowing familiars to become witches by feeding on human victims. Familiars had always outnumbered witches, and because their power was so low, Incubators tended to overlook them as potential energy sources. And even when they did become witches, the transformations did not yield anywhere near as much energy as a magical girl becoming a witch did. And in any case, Madoka now had the ability to prevent both from becoming witches.

So the only way there would be any new witches was if Madoka allowed it, or if someone found a way to create witches that was firmly outside of the established two ways. Madoka could go anywhere there were magical girls or familiars, so involving either one in the process was asking for trouble from her.

The Incubators puzzled over this for a while. Familiars never became anything other than witches. The same was true of magical girls, given enough time. Girls, on the other hand, became women. Women couldn't technically become witches, as they had missed the window of opportunity. Still, as much despair as a girl could generate, surely a woman, of who so much more was expected, could generate at least three times as much despair.

It is important to note that because they were not hindered by emotions, the Incubators did not embrace the concept of revenge. Certainly, Madoka had interfered with their process, if not overturned it entirely. They did not wish ill on her, and in fact respected how well she had used her wish against them. Most girls gave their wishes nowhere near as much thought. But the fact remained that Madoka had become a major player, and Incubators played to win.

Selecting Madoka's former mother for their first mega-witch experiment was not done out of malice, though. They were merely curious if Junko possessed any of the awesome potential that Madoka had, despite not being caught in the karmic backlash of Homura's wish. Certainly Junko had a great deal of willpower, which always helped. And even if Junko possessed no outstanding talent, her very identity would occupy much of Madoka's attention. Enough, perhaps, for other tasks to be carried out without her noticing.

Worthy of note was a single Incubator who also proposed examining Madoka's former brother for any hidden potential. As a rule, Incubators did not bother with boys: they were so often trained to supress their feelings, so their emotional fluctuations were less frequent and far less energy-intensive. But again, with this being Madoka's family, the Incubators were not willing to overlook anything.

Curiously, Tatsuya did seem to have a great deal of magical potential, for the moment. But it would fade as he grew, the same as it would for anyone else. The Incubators had no program in place for turning boys into anything, and at best, Tatsuya might become a powerful familiar to a witch. Perhaps even to his own mother. But, ultimately, Tatsuya was left alone. It was decided that if two members of Madoka's family were targeted, she might do something drastic, like convince a potential magical girl to wipe out all Incubators.

Something like that was of course outside of Madoka's nature, but as there was no chance of her despairing into a witch anymore, no Incubator was quite sure what would happen, if she had enough despair built up and purposely didn't get rid of it.

And not one Incubator considered that Madoka might recruit a witch to bear the despair for her, much less allow the birth of one for that very purpose. Manipulating people just wasn't her style. Or it hadn't been previously.

* * *

><p>"It's there."<p>

Kriem looked in the direction Madoka was pointing. From that distance, the planet seemed so... ordinary. So very much like Earth, really. It was hard to believe that the place was crawling with creepy little scam artists like Kyubey.

But not for much longer.

"You should know, my power isn't meant for causing harm," Madoka warned her. "So the more harm you do, the faster my power will drain from you. But I won't abandon you, so you don't need to worry about that. I also won't ask you not to kill anyone, but I will say it would be a mistake to erase their population entirely. Despite everything, their existence has done some good."

"Are you going to step in, if I don't go along with your rules?" Kriem asked.

Madoka looked away. "I won't need to. I told you, I'm here to stop the witches. Anything else, I'll make up as we go. But there aren't any witches here right now. Not yet. But I'll be busy soon enough."

"And am I allowed to absorb witches?"

"Technically, yes. I think your personality would be dominant enough where you wouldn't change much in the process. But you'd have to outrun my arrows first, and there's a reason I didn't give you my speed, Kriem-chan. So, good luck."

"Won't need it," Kriem replied as she descended with the speed of a rocket.

Madoka watched impassively as Kriem struck the planet's surface, causing an explosion big enough to see from space.

"So you're really going to do this, Madoka?"

"You knew we were coming," Madoka said. "Didn't you, Kyubey?"

"I know you, Madoka," Kyubey said calmly.

"You must be close by for me to hear you so clearly. You can come out, I won't do anything to you. You gave me this power, and I am grateful."

"Very well." Kyubey appeared before her. "I must say, I am surprised by the company you're keeping these days. Well, that you have any company at all, as you are now."

"You didn't even warn the others of the danger, did you?" Madoka asked.

Kyubey's tail lashed about in what could have been frustration. "It's a little funny you should mention that. I did. And do you know what I was told? That a goddess seeking vengeance on us would be the result of petty, _human_ emotions, which you no longer possess. And they accused _me_ of being emotional for insisting I was right. You can imagine how insulted I was, so I stopped trying to convince them. If anyone did believe and had the good sense to prepare for your visit, then they deserve to survive."

Madoka sighed. "So you don't care much more for your own people than you do for humans. I can't decide if that should make me happy or angry. But I think it makes me understand you better, all the same."

"Are we friends again, then?" Kyubey asked, waving his tail.

"That depends. How involved were you in what was done to my mother? And before you say she stopped being my mother when I erased my existence, or get ready to lie to me, let me remind you that I already know the answer, and am just giving you a chance to be honest with me. Which would go a long way toward repairing our friendship, if you really wanted to."

Kyubey nodded. "Fair enough. I submitted my report concerning my time on your planet. Basically, what was expected of me. I included all information that I considered relevant. I consider myself responsible for presenting all the information, but I had no say in what happened after that. I can honestly say that while I didn't suggest your mother specifically, I did express my admiration for how efficient the witch system sounded, and how much more efficient it could be. I suppose if you _want_ to blame me for that, you can."

"No. When I really think about it, you could have easily done far worse, with your power." She reached out and gently rubbed the spot between his eyes. "Thank you. I suppose we can be friends again. But if you care anything at all about what remains of your people after this, please tell them to stay away from me, if they want to keep existing."

"I'll consider it. As you know, I'm not especially fond of anyone, and I am considerably less concerned with their survival since I was snubbed."

"That sounds like an emotional response," she warned him.

"Then I suppose I'm just mentally unstable. Funny how that kept me alive in this situation, while for you magical girls, it just got you-"

Madoka poked his head firmly. "Kyubey, we're finally friends again. Don't ruin it again so soon, please."

"Then as your friend, I should tell you that you'll be needing your arrows right about now."

She was not at all surprised when no less than sixty different versions of Walpurgisnacht appeared in a wide circle around her. "I guess those experiments were a success. Stay close to me, Kyubey."

"I appreciate the thought, but there's no need to protect me, Madoka."

"Oh, I'm not. But once I start firing, one moving target may look like another. I know how you hate using up your spare bodies, and besides, accidents can happen."

Something in her tone summoned a memory of Homura accidentally vaporizing his head several times in a row. She'd insisted that she'd been trying to completely obliterate his body, and that she could succeed if he would just stop running and dodging. Without another thought, Kyubey moved closer to Madoka.

* * *

><p>"Can you do it?"<p>

The Incubator winced as the fingers tightened around his neck. "It's against the rules! You only get one wish!"

Kriem smiled at him. It wasn't a pleasant one. "That's not what I asked you, Aibi."

"But this makes no sense! Your wish was already granted! Even if I could grant it again, are you aware of the karmic impact of granting the same wish multiple times? You could-!"

"You're not getting the message here. You either do this, or you get what your friends got."

Aibi shuddered. He understood that Kriem's power was all about consuming organic life. But all she really needed to do to facilitate that was trap her targets within her barrier. However, because she wanted to cause real terror, she had gone through the trouble of actually _eating_ several Incubators. She appeared to enjoy it just as much as they did, but that wasn't the point.

She wanted them scared, and Aibi definitely was. If for no other reason than the eaten Incubators hadn't been able to switch to their spare bodies. That wasn't supposed to happen. It meant the rules didn't apply within Kriem's barrier, and this close to her, there was no escape.

"What you're demanding... it isn't something you need a wish to accomplish," Aibi admitted. "You're still thinking like a magical girl. But you're a witch now. And for this wish, at least, you already have everything you need."

Kriem paused to consider that. "You know, you're absolutely right. Thanks." She released the Incubator. "Okay, you proved useful, so I won't eat you. You can go now."

Aibi hesitated. "But... how will you be able to tell me from all the others?"

"That's... actually a good point," Kriem observed. "I guess I won't. Not really my problem, though." She shrugged. "Better to stay close to me, then."

Aibi immediately moved to sit at her feet.

Kriem raised her left hand, staring at it as she flexed her fingers. She still wasn't used to her new body, so very different from the former one. Before, her barrier had been a permanent fixture, situated beneath her main body. Now, the barrier extended outward from her heart, with her always at the center, and she could adjust its size at will. There was no doubt that Madoka had increased her power with this new body, but Kriem was sure that it wasn't all good news. Witches, she knew, did not think and feel as humans did, or at least not to the extent that humans did. And she strongly suspected that was exactly why Madoka had given her a human form: to force her into being humane. Or as close to it as a witch could be. Aibi had accused her of thinking like a magical girl, and that was exactly what she was now: a witch trapped in a magical girl's body.

"But I'm still a witch," Kriem murmured. "A witch who was defeated. And that means... this will work for me. It has to."

Aibi watched with curiosity as a small, black object took shape in Kriem's hand. He thought it must be a Grief Seed, until a few tiny beams of light penetrated the darkness within the seed. "I don't understand. Why would you want to produce a Grief Seed? And why put lights in one?"

"It's not just a Grief Seed. It's also a memory. And this isn't just a light in it. I'm not surprised you don't recognize it yet. But I think you might, once I add the finishing touch." Kriem brought the object to her face and placed a tender kiss on it.

What happened next violated everything Aibi thought he knew about wish-granting, witches, familiars, magical girls, and ultimately his own species. And even if he never did anything else, he would never forget that moment.

The Incubators had set out to recreate the most powerful witch, and then improve upon her. They had unquestionably succeeded. But once again, Madoka had surpassed them. She had created a witch of the highest order, one who was to other witches what Madoka had become to magical girls: an entity without laws or limits, who redefined her lessers simply by existing. And just like Madoka, Kriem had found a way to use her original wish to the fullest.

But where Madoka's wish had been born out of a heartfelt desire to make the universe a better place, Kriem's wish had been born out of desperation, fear, and selfishness. And while Kriem had not rewritten the universe with her wish, she had altered the natural order, and doomed herself to rapidly becoming a witch merely by the power that she specifically requested. Though it was not unusual for a magical girl to retain her original powers after becoming a witch, in most cases those powers would be either somewhat different, or greatly expanded. But Kriem's original power had just been so very suited for a witch, it would not have been a shock if she'd retained it and gained little else. And, being a former Madoka, of course she had retained and gained the world, one of her own making from which there was no escape.

"I couldn't leave, even if I wanted to," Aibi said a few moments later, finally realizing the truth.

"Nope," Kriem confirmed. "But it was funny to give you hope for a while."

Aibi might have believed that, if not for the serious look on her face. "I still don't understand what you hope to accomplish with all of this. Are you killing us solely for the sake of your revenge? Why would you need to ask me about your original wish?"

"I needed to know which rules still applied to me, and which didn't. And I figured the only way you'd tell me the truth was if I threatened your life."

"But that makes no sense. You're a very powerful witch, and you should easily be able to create a familiar, even if you didn't realize it. Why should that have anything to do with your wish?"

Kriem grinned at him. "Oh, right. An Incubator can't tell what your wish is just by looking at you. Sometimes I forget you little creeps don't know as much as you'd like us to think you do. I wasn't sure if the power I got from my wish would still work, now that I'm a witch. But you reminded me that I'm a witch in a magical girl's body. And now I know for sure that my wish still works, which is great for me."

Aibi turned to the silent figure standing next to Kriem. "But all you did was make a familiar. That shouldn't have involved anything from a wish. A familiar reflects the deep desire of a witch's heart at the moment she is reborn."

"Like I said, you don't know as much as you think you do. Just like me, what she looks like on the outside doesn't reflect what she is on the inside. She may look like a familiar, but she's so much more. If she wasn't, I wouldn't have needed to use an Incubator's life to make her."

Aibi's eyes widened in shock. "What?! But you can't do that! It's not possible! You shouldn't have that power!"

"Of course I shouldn't," Kriem agreed with a dark smile. "That's why I had to wish for it. As indestructible as you Incubators are, I figure my friend here will live for quite a while." Kriem's smile softened as she slipped her arms around her friend, hugging her tightly. "Doesn't that sound great? Onee-chan?"

Aibi shuddered slightly as Onee-chan's empty gaze swept over him, then focused on the top of Kriem's head. A sweet smile suddenly bloomed on her face, and she wrapped her arms around Kriem, tucking the witch's head comfortably beneath her chin. "It sounds so very truly wonderful, Kaname-san," she murmured.

Kriem slowly raised her head, frowning thoughtfully. "Hmm. We'll need to work on that." She caught one of Onee-chan's long, golden curls and rubbed it between her fingers.

Onee-chan blinked slowly as Kriem's magic flowed into her mind. "Kriem-chan?" she tried again.

Kriem glared, then sighed. "I guess that's better, for now." She fondly stroked Onee-chan's cheek. "What matters is you're here with me again, like I promised. And nothing is ever going to separate us again. In fact, I think I should make use of the other Incubators I ate."

Aibi shrank back as four more Grief Seeds appeared in Kriem's hands. "This isn't right! You shouldn't have this power!"

"You said that already," Kriem giggled, her eyes flashing with delight as the first of the seeds shattered, the darkness spilling from it assuming a humanoid shape. "Onee-chan, I'll let you name her. But make it something super-cute, okay?"

Onee-chan smirked and leaned over to whisper in Kriem's ear.

"Oh, that's a good one!" Kriem chuckled. "Be reborn, my Homuhomu!"

At once, the darkness solidified into a girl with long, black hair, violet eyes, and a severe expression on her face. "I am yours, Kriem-sama," she whispered.

"Mmm. Maybe later," Kriem whispered back as she gave Homuhomu a hug and a peck on the lips. "For now, I want you to hunt down any survivors. Don't bother trying to kill them, just toss them into the barrier, and I'll do the rest. Oh, and I'll send you some help in a minute or two."

Without a word, Homuhomu vanished from view.

"Now, for the rest of you," Kriem said, smiling at the remaining seeds. "We'll be together again very soon. And when we are, I won't let anything take you away from me again."

* * *

><p>Continued in <strong>Chapter 3: Onee-chan<strong>

Madoka made Mami a promise: to become a magical girl duo. But Mami died... and Kyubey was there to grant Madoka's wish. Yet what is more cruel: allowing Mami to stay dead, or sentencing her to a life where she cannot escape the awful memory of her own death? It's a lesson she and Madoka had to learn together, through heartache and even more loss. It's a lesson Kriem will never forget.

* * *

><p>Endnotes: (wordy by necessity, so feel free to skip them)<p>

Let me start off by saying this, to avoid confusion. I think it's best to treat any Puella Magi series without Madoka in the title as an alternate timeline. What follows is a perfect example of the headache you get when trying to fit even one together with another.

I have seen it stated in Kazumi Magica that Incubators all have a single consciousnesses, and their bodies are just shells they download into. Which would invalidate the portrayal here of them having individual lives that can be drained. But, keep in mind, this info comes from Kyubey himself. So I only feel safe in stating that he probably _wants_ people to think all Incubators share a single consciousness. Or perhaps just the opposite: if he knows we know he lies, maybe he's lying there, _knowing_ we won't trust it. Impossible to say, really.

Anyway, Incubators operating under a single consciousness also presents a problem for the original series. Madoka erased Kyubey's memory when she rewrote the universe. In theory, that would mean that no Incubator was aware of Madoka's wish or existence... until Homura blabbed about the old universe at the anime's end. Which I'm amazed she did, as she was one of the handful of people who remembered Madoka, and thus should have wanted to protect her from Incubators especially. Why would Homura just tell Kyubey, who has no memory of it, about the old universe? This not only negates Madoka's memory wipe on Kyubey, but also dooms Homura in the long run. Homura clearly remembers how things ended, so she should have known not to tell Kyubey about witches. I've only been able to come up with two possible explanations as to why Homura did this, and only one survives Rebellion intact.

1) Madoka erased the part of Homura's memory that was prejudiced against Incubators, as a fresh start. It even seems like the sort of well-intentioned mistake she would make, trying to repair the relationship between girls and Incubators, which seems to be the case. But if so, then Madoka _also_ erased the part of Homura's personality that made her extremely self-reliant and slow to trust anyone, Kyubey included. Except that Paranoid!Homura has clearly returned in Rebellion (in part _because_ her memory wasn't reset, so she notices inconsistencies that others don't), so that theory falls apart.

2) Because her memory remained intact, Homura was counting on Incubators to restore the witch system, turn her into a witch, and to use her as bait to lure Madoka into a trap. Which Homura would then exploit, in order to steal Madoka's divinity. It helps that most of this is _actually_ what happens in Rebellion. Although I have a hard time accepting that Homura was able to foresee that exact chain of events, considering any wrong move could have easily ended in her death, possibly as a witch. She would almost need Madoka's power just to know enough to place herself in a position to eventually grab Madoka's power, which doesn't add up... unless you're willing to accept that _Madoka_ set the whole thing up, knowing Homura would never let her go, and giving herself a way out of the goddess thing. The possibility of which really makes my head hurt.

It seems like the safest alternative would have been for Madoka to erase Homura's entire memory of the old universe, just like everyone else, and allow magical girls to think of Madoka as their personal deity (which she was at the time). That way, if Homura did find herself fixated on the name, there would be a convenient excuse for it. And if Homura _was_ plotting against Madoka even then, that would have put a stop to it. Again, assuming Madoka wanted it to be stopped. Which I'm no longer certain of. Which annoys me.


	3. Onee-chan

**Wreck-Creation for Fun and Profit**

**A Puella Magi Madoka Magica Fanfic by**

**Nate Grey (xman0123-at-aol-dot-com)**

**Chapter 3: Onee-chan**

* * *

><p>It wasn't that Madoka was having trouble getting rid of her opponents. It was just that they kept teleporting in, one after another, no matter how many she destroyed. And the more different versions of Walpurgisnacht she destroyed, the more displeased she became. She was seriously starting to question whether it had been a good idea to tell Kriem to hold back. She had known, of course, that Incubators had no conscience. But this was an excellent reminder of why numerous beings with no conscience doing anything together was a horrible idea.<p>

The worst part was that the Incubators weren't even the ones doing the teleporting anymore. The witches themselves had that ability. Madoka wondered, not for the first time, how many Homuras were lost to accomplish that. Or girls just like Homura, who had suffered needlessly for such a cruel goal to be realized. She could easily find out, of course. But, she had found out very quickly that there were some things that she was better off keeping herself from knowing. Just the things she did have to know were bad enough at times.

* * *

><p>"I should have wished for something."<p>

Homura paused, gripping Charlotte's Grief Seed tightly in her hand. She wanted so much to turn around and face Madoka, but knew it would be a bad idea. Seeing Madoka cry... it could easily undo her.

It had been a horrible idea, to bring Madoka back to her apartment, after Tomoe Mami's death. But the alternative had been to leave her with Miki Sayaka, who would only push Madoka further along the path of becoming a magical girl. Madoka had seen that it was Mami's choice to keep Homura from interfering in the battle. Sayaka couldn't have known that, and when she had tossed it in Homura's face, accusing her of being opportunistic, Madoka had actually stepped forward and defended Homura. Sayaka had very nearly hit her, but at the last second, changed her mind and stormed off.

"I waited too long," Madoka whispered, her voice breaking. "Right?"

Homura shook her head. "There are certain fates that some people simply cannot escape, no matter how the circumstances change, Madoka. You have no real way of knowing when someone's time is up. Even if a witch doesn't intervene, it may be that a person is not meant to live beyond a certain point. So you should not blame yourself for the death of another. Not unless you held the murder weapon in your hands."

"But it isn't right!" Madoka cried.

"It isn't," Homura agreed softly. "But little is, in this world. You still have your own life, Madoka. If you want to do something for Tomoe Mami, then live it to the fullest. Cherish your family and the time you still have. The time that she gave you. Live for her, as if she were still by your side. I am sure that would have made her happy."

"Yes," Madoka murmured. "It would have. We were... going to be partners. So she wouldn't be alone anymore, and so my life would finally have a purpose."

"Don't say that!" Homura snapped, grabbing Madoka's shoulders and shaking her. "Your life has always had a purpose! You've just been too blind to realize it! Even if you never save a single person, your life has all the meaning it needs to! Don't you know how much your family and friends treasure your existence? Don't you ever cheapen it by saying it doesn't matter! I won't allow that!"

Madoka stared at her for a long moment. Then, without warning, she gave Homura a hug.

Homura stiffened at once. "What are you doing?"

"This is what I do, when someone tells me they love me," Madoka replied softly.

"I don't lo-"

"You shouldn't lie, Homura-chan," Madoka interrupted, squeezing her tightly. "Not to someone you love. Not unless you have a very good reason."

Homura hesitated, uncertain of what to do. She hadn't planned for this. Things were getting off track, and she needed order if she was going to save Madoka's life. On the other hand, Madoka was finally listening to her. Maybe this was for the best. Perhaps now she could be reasoned with.

"Do you trust me, Madoka?" Homura asked.

"I want to," Madoka admitted. "You protected me, and it's obvious now that you care about me, more than I realized. I guess it depends on what you want to tell me."

Then and there, Homura told Madoka everything. How magical girls became witches. How Walpurgisnacht would doom or destroy any magical girls left standing. How many times Homura had ventured back into the past, trying to save her life. How she had failed every time, but never given up hope that Madoka could be saved.

To her credit, Madoka did not deny it or freak out. She merely sat quietly, sipping the glass of water that Homura had gotten for her. Finally, she gave Homura another hug, and a kiss on the cheek. "Thank you, Homura-chan. For everything you've done for me."

"I didn't do this for your gratitude."

"No, but you deserve it all the same."

Homura knew then that she had failed yet again. "You know what you're going to wish for, now."

"Yes," Madoka confirmed. "I'm so sorry. I know this isn't what you wanted for me."

Homura sighed. "I guess it wouldn't hurt to at least hear what the wish is before I reset."

Madoka shook her head. "If this works, you won't ever have to reset again, Homura-chan."

"That sounds like quite a wish, if you expect it to do that much good," Kyubey commented as he walked out from behind Homura's couch. "I have to admit that you've made me curious, Madoka. Tell me, what is the wish that you would trade your soul for?"

"I wish for the power to exchange lives, one for another, as often as I desire. If my loved ones die, I'll call them back, and send someone else to take their place in death. I never want the lives of my loved ones to be beyond my reach."

Kyubey's eyes flashed. "That wish... is really something, Madoka. Well done."

"No, it's horrible!" Homura cried. "Madoka, you can't want-!"

"But I do, Homura-chan," Madoka said, her voice like steel. "I want Mami-san back, and I don't ever want to lose her, you, or anyone else I care about. This is the only way." She extended her hand to the Incubator, who hopped onto her shoulder. "So can you grant my wish, Kyubey?"

Kyubey nodded. "But of course! I assume you want to test it out right away."

"Yes," Madoka said softly. "Yes, I do."

* * *

><p>Homura had never seen anyone brought back from the dead before, so she had no idea what to expect. And yet, when Mami came awake with a violent jerk and began screaming hysterically, somehow, Homura was not at all surprised.<p>

But really, they should have expected it. If Mami's last memory was what Homura thought it was, no wonder she was terrified. Homura was just glad they'd chosen to revive Mami in an abandoned building, rather than in Mami's apartment, or Homura's.

It took Madoka almost ten minutes of holding Mami to get her to stop screaming, followed by an hour of more holding before Mami stopped sobbing long enough to form whole words. And even then, most of them were along the lines of, "But I'm _dead_!"

Homura kept her distance, figuring that her presence would not be a source of comfort. On the other hand, Mami was understandably preoccupied, and barely even looked at her. Rather, Madoka would not let Mami look anywhere else, because Mami seemed to be somewhat comforted by the sight of Madoka's face.

Eventually.

After almost two hours, Homura decided that something needed to be said. It was late, Madoka had a family that would be worried about her, and Mami... well, something had to be done with her. Especially since she was clearly in no condition to be left on her own.

"What are you going to do with her, Madoka?"

Madoka was silent for a long moment, simply stroking Mami's hair and staring straight ahead. Finally, she gently grasped Mami's face and locked their gazes. "Mami-san, you'll come home with me."

Mami blinked slowly, as if she didn't understand. "But... my apartment-"

"You'll come home with me," Madoka insisted.

Mami stared at her, then slowly nodded. Even if she wanted to disagree, Homura suspected she would need be... more like she had been, before she died. But part of that Mami was gone, possibly forever. And even if she came back, she would never be the same again.

After all, this was no near-death experience, like the one Mami had recovered from due to her wish. This was an actual death, which no one was meant to come back from. And hopefully, it would be the only death that Madoka would ever try to reverse.

Madoka never said who she had chosen to take Mami's place in death. And Homura, for one, thought it was better not to ask. It was no one obvious, at least. No one even remotely close to Madoka. No one she would miss.

* * *

><p>Madoka didn't tell lies, or do bad things. So when she came home late, with a friend from school that neither of her parents knew, there was only a little resistance. It increased considerably when she asked if this friend could stay over that night, and possibly longer.<p>

"Who is this girl?" Junko demanded. "Why haven't we met her before?"

"Kaa-san, I told you," Madoka pleaded. "She's a new friend from school, and she's really sweet. I would have brought her over eventually, but she's an orphan and I thought she might be sensitive about meeting my whole family all at once."

"Then why are you suddenly convinced that she needs to spend the night?"

"She's having a really rough time right now. She lost her family in a car accident, and just recently, she had another... near-death experience. I feel responsible, because she was protecting me at the time. She's really shaken up, and I couldn't just leave her all alone."

"Where was she living before?"

"She has an apartment, and if things don't work out for her here, then she could always go back there. But even if she did, I'd want to go with her. She needs me, kaa-san. This is really important to me."

"Is she a danger? To herself, or others?"

Madoka blinked and looked at her father, who had been silent until that unexpected question. "Of course not. Why would you even-?"

"Madoka," he said gently. "I don't doubt that your friend is a nice girl. I can't imagine you being friends with a girl that wasn't. But these things... change people. And your friend looks as if she's been changed. Considerably. And I know you mean well, but we have to think about Tatsuya."

All three glanced at the couch, where Tatsuya, unable to sleep through his mother's outburst at discovering an unexpected guest, was dazedly working in a coloring book. Mami was seated next to him, doing the same, though with a disturbingly detached look on her face. It was worst for Madoka, who was sure that Tatsuya would have adored Mami as she had been before.

"I'll watch her every minute, tou-san," Madoka promised. "I'll even keep my room locked, if that-"

"I don't think you need to go quite that far," her father interrupted. "Don't forget, we have two children we'd like to keep safe." He reached over and squeezed her arm gently.

Madoka caught his hand and returned the squeeze with a smile. "Can she stay? Please?"

Junko groaned. "Does it have to be with you? She can't stay with Sayaka or Hitomi?"

"Hitomi didn't really know her, and Mami-san is closest to me. I think I'm the best one to help her. And she's already here."

"Fine," Junko hissed. "But both of you are going to school tomorrow."

Madoka hesitated. "About that..."

"Madoka, that part is _not_ negotiable."

"I'm going, I'm going!" Madoka insisted. "It's just, she's one grade higher than me, but after what happened, I think being in a class without friends might be too much for her. As far as I know, Sayaka and I were her only friends. I know you and Saotome-sensei are old friends, so maybe you could ask her if Mami-san could sit in on my classes?"

Junko shook her head. "You really think your friend wants to be a year behind in school?"

Madoka glanced at Mami worriedly. "Kaa-san, at this point, she'll be lucky to _only_ be a year behind. If she doesn't like it, I'll convince her."

"Well, I can't promise anything, Madoka. But I'll ask."

"Thanks so much, kaa-san." Madoka thought she had a pretty convincing speech as she approached Mami. But all thought left her mind when she saw what Mami had drawn. To the uninformed, it probably just looked like a smiley face still in progress. But smiley faces didn't have pointy noses, or long, snake-like bodies. And this one was missing its mouth.

But only because Mami had been too terrified to add the teeth.

* * *

><p>Mami was afraid of going to sleep that night. It was nothing Madoka hadn't foreseen. Actually, Homura had been the one to suspect that, and that had been about as much as she'd been willing to get involved. Madoka didn't like it, but she understood Homura's reluctance, and didn't hold it against her. She was only alive because of Homura. The same way Mami was now only alive because of Madoka. Homura had taken responsibility for Madoka, and Madoka could do no less for Mami. If she had to sacrifice certain things, so be it.<p>

Anyway, sharing her bed with Mami was no real sacrifice. Madoka had fallen asleep with a small mountain of stuffed animals for years. Mami was nicer to hold, simply because she was both alive and Mami. Madoka could almost pretend that Mami had never died at all. Almost.

"I'm sorry, Kaname-san," Mami whispered in the middle of the night. "For being a burden."

Madoka's arms immediately tightened around Mami, and she pressed her face into Mami's back. "You are not a burden, Mami-san. You're my partner, my precious friend, and someone I would do anything to keep at my side."

"But I-"

"Please don't leave me again," Madoka whispered.

Mami swallowed hard, gently gripping the shaking hands around her middle. "That isn't up to me, Kaname-san. You know that."

"I know no one can avoid death. But I saw that picture you drew. I know you can't forget... but don't you go looking for it, you hear me? Promise me that you won't kill yourself!"

"We are finally a magical girl duo," Mami sighed. "Danger will come to us. I can only promise that I will not seek to die outside of battle. But if you are asking me not to risk this life you have given me, for you or something equally important? I cannot agree to that."

They talked a little more that night, before they finally fell asleep. Madoka insisted that Mami was part of her family now, and would address her as such from then on. Mami, at Madoka's request, agreed to never use her family name again. They were, after all, far too close for that now.

Mami had no trouble falling asleep at night, in Madoka's arms, and no nightmares ever came to her while she did. Those only seemed to find her during the day from then on.

* * *

><p>Madoka had feared that school would be rough. There were entirely too many people that Mami would have to interact with, and even people who hadn't known her were sure to notice something was off about her.<p>

It began to go downhill even before they reached school.

Madoka had been so concerned about Mami, she had completely forgotten to warn Sayaka about Mami's return.

And when Sayaka and Hitomi turned to greet Madoka, only to find Mami with her, they reacted accordingly. Hitomi hurried to introduce herself, and Sayaka... turned completely white and very nearly fainted at the sight of her dead friend no longer being dead. Or a half-chewed corpse. Frankly, Madoka was still amazed that her power to bring back the dead apparently included a free pass on a completely restored body. Although there was a very faint pink scar along Mami's neck that resisted all attempts to conceal it with cosmetics. Anyway, Mami was understandably very sensitive about anyone other than Madoka touching her there.

To Sayaka's credit, she did not burst into tears and throw herself at Mami. Instead, she very slowly approached Mami and stretched out a trembling hand.

Knowing that Sayaka needed to confirm her existence, Mami gently took her hand. Sayaka very nearly did cry then, and she could certainly no longer deny herself the need for a hug. Mami allowed this, even encouraged it. But, of course, Sayaka had seen her die. So it was inevitable that Sayaka's hand wandered up to Mami's neck.

About the best thing that could be said for Mami's reaction was that Madoka stopped her before she could attempt to transform and shoot Sayaka. Still, Hitomi was officially scared of Madoka's new friend, and Sayaka perhaps would have been, if she had not figured out very quickly what must have happened. Once Hitomi had run away very quickly, Sayaka apologized to Mami. And then she made her feelings very clear.

"You need to let Mami-san go, Madoka. If this is how she has to be now... just let her go. She deserves to rest in peace, after all she's done. She doesn't belong here anymore."

"I can't do that," Madoka told her.

Sayaka frowned at her. "I know losing her was... hard. Believe me, I know. I can't stop regretting that I didn't make a wish to save her before she died. But she did, and once she did, it was too late to bring back the Mami-san that we knew. She won't ever be that person again. So if you won't let her go, then at least do me one favor. When I die, let me stay that way. Because if you bring me back like this, I don't think I could be your best friend anymore, Madoka. And I wouldn't want to live at all, if I couldn't be with you every day."

Madoka stared at her in shock. "Sayaka, I-"

"Please think about it, Madoka," Sayaka interrupted. "Think long and hard about this. I don't want to see Mami-san die again, either. But this isn't really living. And you know it's not fair to her."

It was the last time that Sayaka and Madoka had a meaningful conversation, and the last time they spoke as friends at all.

* * *

><p>Whatever Madoka's mother had said to Saotome-sensei had obviously worked. She briefly introduced Mami as Madoka's tutor, and no one truly familiar with Madoka's grades, which were only slightly above average at best, questioned her need for one. And though the material covered in the class was essentially a review for Mami, she was happy to focus on it at all the same. Schoolwork was something that had never been especially challenging for her, and it kept her mind from wandering to... less pleasant thoughts. Mostly, anyway. At any rate, Madoka probably would need tutoring before long, if the number of anxious glances she aimed at Mami were any indicator.<p>

Lunchtime was considerably more challenging. Mami didn't actually mind being around other students, much. She had never been fond of being in a crowd, and preferred to keep to herself for the most part. But that would require being away from Madoka, something she didn't like to even think about. No, the real issue was the eating. Rather, so many people eating at once, without any thought as to how very easy it was to kill in the process. Just the sight of watching someone's mouth as they ate was enough to give her chills. And she would have absolutely nothing to do with bright, multi-colored food anymore. The sight of a cupcake had very nearly made her sick to her stomach, and she had actually recoiled from a girl crunching too loudly on a carrot stick.

Sayaka, of all people, came to her rescue. With no explanation, she simply grabbed Mami's hand and dragged her to an empty classroom to finish lunch, leaving Madoka to follow along. Mami tried to express her thanks, but Sayaka shook her head firmly, and spent the rest of the time looking anywhere but at Madoka. It was extremely awkward, and still Mami was more comfortable than she had been in the crowded cafeteria. It hurt, to know they were fighting because of her, but at least Sayaka was still willing to be in the same room as them.

* * *

><p>Mami had been worried about how she would perform do in her first team battle. If there was ever a time when memories of her death would come rushing back, it would be then. It turned out to be pointless to worry: Madoka's arrows shot down any and all familiars before they could get anywhere near Mami, to the point where there was really nothing for her to do. Normally, that would have left Mami to deal with the witch...<p>

...except that Sayaka beat her to it. And despite being a first-timer, she really seemed to be a natural. Once she had used the Grief Seed to clean her Soul Gem, she offered the Grief Seed to Madoka, who had little choice but to accept, with all the magic she'd used.

"I can't stop you two from going out on witch hunts," Sayaka told them, "and I'll always share my Grief Seeds. But know that I'm going to do everything in my power to make sure that I'm the only one of us who ever even sees a witch again. If you don't have the sense to stay safe, then I'll protect you myself."

At the time, it had really seemed like more of Sayaka's usual cocky attitude. But she proved good on her word. The next time Madoka and Mami saw a witch, it was only because she had just hatched from Sayaka's own Grief Seed.

* * *

><p>Mami took aim with her musket, but was again forced to dive aside as a giant wheel crashed into the ground only inches from where she'd been standing. She landed hard, driving the air out of her body, and certainly would have been finished, had she been alone.<p>

She was not: Madoka, Kyoko, and even Homura, were all there, fighting just as hard. With that many magical girls, a single witch should have been finished in no time. But the battle was dragging on, because no one wanted to admit what was obvious.

They didn't want to destroy Sayaka, but they had no idea how to save her.

For her part, Sayaka had given no sign that she recognized them at all. No, that was wrong. There was one sign that she knew exactly who at least one of them was. Every single one of her attacks had been aimed at Mami. The others had no idea what to make of this. But the longer it went on, the clearer it became to Mami.

There was something left of Sayaka in there. And she was still trying to send Mami on to the next life, the only way she knew how. Neither of them belonged in this world anymore. The sooner someone else accepted that, the sooner all of this unnecessary pain would end.

Hoping she would be understood without words, Mami shot one of her ribbons toward Homura, who grabbed it and immediately stopped time.

"Are you finally ready to end this pointless game?" Homura asked.

"Not quite, Akemi-san. But I am willing to see my part through to the end. I'll take care of Miki-san, so make sure the others get out safely. And Madoka... tell her I'm sorry."

Homura stared at her. "I always thought Madoka bringing you back was a mistake... until now. You have my respect, Tomoe Mami. If you succeed, I will not allow Madoka to revive you again."

"Thank you. But the only way you can do that, without hurting her. is if you agree to be there for her. So I hope you're prepared for that."

"You might surprised, what I am prepared for," Homura responded.

When time resumed its flow, there was a loud roar, and the girls had to shield their eyes as the enormous blast from Mami's Tiro Finale slammed into the witch, obliterating the bottom half of her body. She fell with a crash, and the orchestra of her familiars stopped playing at once. Stunned, scared, or otherwise, it was hard to say which.

"Sayaka," Madoka whispered, shaking her head as the witch struggled to rise and failed, collapsing to the ground again. "No..."

"I won't kill her, Madoka-chan," Mami promised. "I won't allow her to curse anyone, either. But I'm afraid that means we can't be a duo anymore. At last, I know how I can use this second life to deliver justice to someone I care for. And I'm happy I got to be with you again, if only for a little while." Mami sent out a virtual storm of ribbons, tightly binding the witch.

Kyoko carefully picked up Sayaka's limp, human body. She stared at Mami's back for a long moment, then turned and ran.

"We should go," Homura said, taking Madoka's hand. "We'll be trapped here, if the barrier closes now."

Madoka couldn't bring herself to move, however, and Homura finally just carried her away.

Once the other girls were gone, the familiars began to play again. Perhaps they understood Mami's purpose, and even agreed with it. All she knew was that the music seemed to soothe the witch, who stopped struggling to escape.

Mami sighed and sat down to listen. "It's beautiful here, Miki-san. I think... this is a good place to meet our end, together."

* * *

><p>When the barrier was forced open, Mami thought it had to be Homura, coming to see if the task was done. She was more than a little surprised to see that it was Kyoko, with a determined look in her eyes.<p>

"Sakura-san? Why are you here alone?" Mami asked.

"Just sitting here is no way to live, or die." Kyoko held out her Soul Gem. "But if it's freedom from this cursed existence that you really want, I can give it to you both."

"You know what will happen to you," Mami whispered.

"Some things are more important," Kyoko replied. She turned to the witch. "You agree, Sayaka?"

The witch did not respond, and neither girl expected her to. But what she did do was drag herself closer to them, and not a single familiar moved to interfere, which was telling in itself.

"I do feel bad for Madoka, though," Kyoko admitted. "She's got the power to bring us all back... and none of us would thank her for it. Bet she regrets her wish now."

"You know, I really don't think she does," Mami replied. "She'd do it again, and again. She can't let go. Not anymore. Especially not with what we're about to do."

"So you want out?" Kyoko asked. "Last chance to run."

"No. I don't want to cause Madoka pain. But the alternative is to allow a witch I'm responsible for cause countless others pain. I'll gladly die again to prevent that."

"To the end, then... Mami-san."

Mami managed a final smile as Kyoko's Soul Gem pulsed once, and then became an ever-expanding fireball.

* * *

><p>Tatsuya was confused. There was a stranger sitting at the table, eating breakfast with his family. He was not by nature a shy child, but this bothered him. No one seemed willing to mention it, however, so he decided to bring it to their attention. Or at least, to the attention of the person who he felt sure would it explain things in a way he could understand.<p>

Madoka looked up at once when his tiny hand plucked at her sleeve. She gave him a smile that did not seem entirely okay to him. "What is it, Tatsuya?"

He thought about his problem carefully, and summed it up as best he could. "Where Ma-chan?" He did not like the look that came over his sister's face. She looked... hurt.

"She... went away, Tatsuya. She's not coming back."

Tatsuya pouted. Then he glanced uncertainly at the stranger, who was now watching him carefully.

Madoka gently squeezed his hand. "Tatsuya, this is my friend. Her name is Homura. Can you try to say that?"

Tatsuya pouted again. That was a hard name. Ma-chan's was easier, and she had hair like golden ribbons. Still, he would try for his sister. "Ho-chan?"

The stranger flinched, glanced at Madoka's pleading expression, and sighed. "Very good, Tatsuya."

Maybe Ho-chan was okay, he decided then. Even if she didn't have hair like ribbons. Reassured, he went back to eating his breakfast, and only smeared half of it on his face in the process.

Madoka ate quickly and then excused herself, saying she and Homura needed to get to school a little early. She kissed both of her parents, and then hugged Tatsuya, which was not really unusual for her. But even Tatsuya noticed that Madoka held onto him far longer than she normally did. Tatsuya didn't really mind hugs, but like most children, he had a short attention span and was easily bored. So when he decided that Madoka was being too affectionate, he began to whine and squirm.

Madoka did not release him. "I'm sorry, Tatsuya," she murmured. "Just a little more? Please?"

Tatsuya pouted, but allowed himself to be hugged a little longer.

Madoka finally let go, gently smoothing his hair. "I'm sorry," she said again, giving him a watery smile. "I just wanted you to have an extra hug. From Ma-chan. That's okay, right?"

Tatsuya nodded. Ma-chan's hugs had been nice. Even though sometimes she cried on him a little or trembled too much. She had been fun to color with, and although he still had no idea why or how people got married, he could see himself marrying Ma-chan. Especially if it meant she would come back.

"We should get going, Madoka," Homura said gently. She bowed to Madoka's parents, then hesitated for a long moment before finally reaching out and tickling Tatsuya, briefly but effectively, under his chin. Before he really had a chance to appreciate it, Homura had grabbed a stunned Madoka and all but dragged her through the front door. This did nothing to block out the volume of Madoka's squeal of how cute Homura had just been, followed immediately by heated denials and a threat to demonstrate just how painful a pistol-whip could be if anyone found out about what had just taken place.

"And this friend is supposed to be better than the last one she brought home?" Tatsuya heard his mother ask in a loud whisper.

"She doesn't seem haunted like Mami was, at least," his father replied.

"That probably has more to do with her being scarier than any ghost. I don't care if she doesn't have a gun, anyone who knows what a pistol-whip feels like-"

"I'm sure she was just exaggerating. Where would a girl that age even get a gun? It's not like she could just walk up to someone and take it from them..."

* * *

><p>"What changed your mind about us being friends, Homura-chan?" Madoka asked as they walked to school.<p>

Homura stared straight ahead. "I was always your friend, Madoka. You just couldn't see it."

"Then what changed your mind about us being close friends?"

"Something Tomoe Mami said to me." Accurately predicting Madoka's next question, Homura quickly added, "Something I would prefer to keep to myself."

"O-Oh. Okay. Sorry I asked."

Homura sighed. "Don't be." She reached out and took Madoka's hand. "We are friends, Madoka. I will remind you of that as many times as I need to. And I am not so sensitive that you need to apologize for asking a personal question."

Madoka slowly shook her head. "You say that, but you're the one friend I couldn't bring back, if you decided to use your power to escape me. So of course I'm worried about hurting your feelings. You could just reset anytime you wanted to."

Homura glared at her. "Do you really think I would use my power so senselessly? That I would abandon you over a common misunderstanding?"

"I didn't mean to offend you, I just-"

"I am the only friend you have left that can protect you, Madoka," Homura whispered. "That is not something I will simply forget. Indeed, it is something I am constantly thinking of with every passing moment. I have no other friends or duties to occupy my time. Everything I do is to preserve and prolong your existence. I would devote my life to you here and now, if it would please you. But understand that, given the scope of everything else I have done for you, I would consider it to be a meaningless gesture at best."

Madoka stared at Homura helplessly, and finally murmured, "I'm sorry?"

Homura shook her head and gently embraced Madoka. "No, I'm sorry. I'm scaring you again. Please, just trust that I would only abandon this timeline if there was simply no way for me to save you. And I have done everything I can to ensure that doesn't happen."

"That never changes anything, though, does it?" Madoka whispered.

"No," Homura admitted softly. "But that doesn't mean I'm going to give up. I will find a way to save you, Madoka. I promise that I will. Please, believe in me, in our friendship. That's all I ask."

* * *

><p>Concluded in <strong>Chapter 4: Hatcher<strong>

Sometimes, a win doesn't feel like one. Sometimes, that's because it isn't. Kyubey reflects on the defeat of the Incubators... and then does exactly what you'd expect of one.

* * *

><p><strong>Endnotes<strong>:

That you can't (or aren't allowed, or shouldn't) wish people back from the dead has long been a "rule" where wishmaking is concerned. But Kyubey claims he can grant any wish. Although, he later implies there might actually be a less than perfect success rate, which is tied to the wisher's magical potential or karmic importance. In other words, no rewriting the universe if you're a nobody? Sounds harsh. But, I think it's safe to assume that for any Madoka existing within Homura's resets, there really are no limits after a certain point.

For a while, I considered it a major failing in Madoka that she didn't wish Mami back. But now I see it as a character study. Madoka only knew Mami for a short time, and was willing to remain tortured by the memory of her death, and the fact that she did nothing to reverse it. I see that as her willingness to sacrifice a potential long-term friendship that would have given both of their lives added meaning. And sacrificing is what Madoka does best. Put in a similar situation, however, Homura proved to be far more clingy. Some say too much, and I agree. But I figure, if I'm going to be mad at Homura for being too obsessive over the one person she loves, I can't be mad at Madoka for not being obsessive enough over someone she's still getting to know. BUT, just as there was a version of Mami who went nuts because she couldn't accept the truth, surely there could be a version of Madoka so traumatized by Mami's death that she was unable to let it go. Or there is now, anyway.


End file.
